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Resolution 1979-104 e e RESOLUTION NO. 79-104 RESOLUTION OF THE CITY COUNCIL 0F THE CITY OF GILROY APPROVING AN AMENDMENT TO THE AGREEMENT FOR ENGINEERING CONSULTING SERVICES SE~lliRAGE FACILITIES, DATED JULY 20, 1970. ~lliEREAS, the Agreement for Engineering Consulting Services Sewerage Facilities, dated July 20, 1970, has been previously sub- mitted to and approved by the City Council; and vlliEREAS, an Amendment to said Agreement has been prenared and submitted to the City Coucnil; and NOW, THEREFORE, BE IT RESOLVED that the Gilroy City Council hereby approves said Amendment to the Agreement for Engineering Consulting Services Sewerage Facilities dated July 20, 1970, with CONSOER, TO~~SEND & ASSOCIATES, Consulting Engineers, a co-partner- ship, said amendment shown as Exhibit "A" to this resolution and made part hereof by this reference, and authorizes execution thereof. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Gilroy this 19th day of November, 1979, by the follow- ing vote: AYES: COUNCIL MEHBERS: CUNNINGHAM, HUGHAN, LINK, PATE, TAYLOR and GOODRICH NOES: COUNCIL MEHBERS: NONE COUNCIL :t-1EHBER: ALBERT ABSENT: APPROVED: ATTEST: ~,,,~~d( Hayor r?L"'n2Al~~~ RESOLUTIOH NO. 79-104 .' e e ~ AMENDMENT TO AGREEMENT FOR ENGINEERING CONSULTING SERVICES SEWERAGE FACILITIES DATED 20th DAY OF JULY 1970 This Agreement Amendment entered into this 19th day of November , 1979, by and between the CITY OF GILROY, a municipal corporation of the State of California, hereinafter called "City", and CONSOER, TOWNSEND & ASSOCIATES, Consulting Engineers, a co-partnership, 1671 The Alameda, San Jose, California 95126, hereinafter called "Engineer". WIT N E SSE T H WHEREAS, the City and the Engineer have previously entered into an Agreement dated July 20, 1970, entitled "Agreement for Engineering Consulting Services Sewerage Facilities", as supplemented November 6, 1974, and as amended August 1, 1977, March 19, 1979 and May 7, 1979, and WHEREAS, the City has contracted for Wastewater Treat- ment plant Improvements and Interceptor Sewer Construction on the basis of plans and specifications for such project prepared by the Engineer, and WHEREAS, the Engineer is currently providing detailed inspection of construction services under Division "D" of the amendment dated May 7, 1979, and WHEREAS, said Division "D" provides for the services of one inspector of construction for a maximum of 1,038 man-hours within 185 calendar days after the interceptor construction contractor on the project is authorized to proceed, and WHEREAS, said interceptor construction will continue beyond 185 calendar days and the City and the Engineer have mutually agreed to extend both the time limit and the number of man-hours for the inspector of construction. 1 -' e e NOW, THEREFORE, for and in consideration of their mutual promises and subject to the terms, provisions and conditions hereinafter set forth, the parties hereto do hereby agree as follows: I. Division "D" is hereby amended to read as follows: "DIVISION "D" DETAILED INSPECTION OF CONSTRUCTION 1. The City agrees that all construction work shall be done under the full time inspection of a qualified resident engineer and by such additional inspectors of construction as may be required for properly inspecting the construction of the project. It is understood and agreed that the resident engineer and all inspectors furnished by the Engineer shall be subject to the approval of the City. 2. As the scope of work for this Division "D" the Engineer shall provide the services of one resident engineer for a maximum of 3,120 man-hours and the services of one inspector of construction for a maximum of 1,482 man-hours. The above stated man-hours for the resident engineer shall be provided within a time period of no more than 550 calendar days after the treatment plant construction contractor on the proj~ct is authorized to proceed. The above stated man- hours for the inspector shall be provided within a time period of no more than 303 calendar days after the inter- ceptor construction contractor on the project is authorized to proceed. Additional inspectors of construction shall be employed whenever it is necessary for the inspection of the work; for example, when the inspection work is being carried on in a number of locations simultaneously and it is impos- sible for two persons to inspect all construction work in progress, or whenever due to the complexity of the work and the volume it is impossible for two persons to inspect all work in progress. Said additional inspectors of construction 2 I e e may be furnished by the Engineer or the City, however, this is not included within the scope of work of this Division "D" under this amendment. If said additional inspectors of construction are furnished by the Engineer then, the cost ceiling and profit shall be increased by an amendment to the original agreement. 3. The Engineer shall endeavor to guard the City against defects and deficiencies in the work of the construc- tion contractors, but does not guarantee the performance of construction contractors. 4. The Engineer shall proceed with the work under this Division "D" only upon receiving written authorization from the City to do so. " II. The following section after Division "G" is hereby amended to read as follows: "COMPENSATION TO BE PAID ENGINEERS FOR SERVICES DESCRIBED IN DIVISIONS "D", "F", AND "G" As compensation for all services described in amended Divisions "D", "F~ and "G" above, the City agrees to pay the Engineer in accordance with the cost reimbursement procedures described below: 1. Cost Ceiling The City and the Engineer, having negotiated for the performance of services as described in Divisions "D", "F", and "G" of this agreement, mutually agree to the establish- ment of a cost ceiling in the amount of $221,123 for the performance of said services. The established cost ceiling, as identified above, includes the following cost elements: a. Direct labor b. Overhead (indirect cost) c. Direct costs d. Profit The established cost ceiling of $221,123 may not be exceeded without formal written amendment of this agreement. 3 J e e If changes in the scope or amount of the work described in Divisions "D", "F",and "G" occur because of the requirements of Federal or State agencies, the need and extent of an increase in the cost ceiling, including any or all parts (direct labor, overhead (indirect cost), direct costs and profit) thereof in order to compensate the Engineer shall be determined by the Engineer and the City, when and if the occasion arises. 2. Prof i t. The City and the Engineer having negotiated for the performance of services as described in Divisions "D", "F~ and "G" mutually agree to the establishment of a fixed dollar profit in the amount of $28,516 to be paid to the Engineer for the performance of services described herein. Said profit in the amount of $28,516 shall be paid to the Engineer irrespective of the amount of money paid for direct labor, plus overhead (indirect cost ), plus direct costs, but the total amount paid to Engineers for direct labor, overhead (indirect cost), direct costs and profit shall not exceed the established cost ceiling of $221,123. The fixed dollar profit-shall only be increased if the scope of work described hereinabove to be performed or furnished by the Engineer is increased by the City. 3. Compensation Procedures - Periodic Progress Payment The City agrees to compensate and otherwise reim- burse incurred expenses of the Engineer by making monthly progress payments based upon the value of work and services performed by the Engineer under this agreement. The Engineer shall prepare and furnish monthly progress payment requests to the City, accompanied by supporting documentation, based upon the value of work and services performed. The City shall make said monthly progress payments, provided the work which such payments cover has been per- formed in accordance with the terms and provisions of this 4 .~ . . agreement, to the Engineer as follows: a. Direct labor cost equal to the actual wages or salaries paid to personnel of the Engineer's staff, including officers assigned to perform the work and services. Normal payroll rates are for 8 hours/day, 40 hours/week. Non- professional staff will have an overtime rate of 1-1/2 times regular rate, and the professional staff at regular rate for overtime work, plus b. Overhead (indirect cost) equal the total direct labor times a multiplier of 1.30, plus c. Direct costs (cost not included in overhead or direct labor cost) equal to the actual cost incurred by Engineer, if any, including but not limited to costs of subcontracts and relocation expenses for personnel provided under Division "D", plus d. Profit equal to the sum of total direct labor, plus overhead, all times a multiplier of 0.15. Said monthly progress payments shall be paid by the City to the Engineer within 30 days after invoice submission. If monthly progress payments are not paid within 30 days after invoice submission, interest on such outstanding invoices will be charged at an annual rate of 10 percent or the maximum amount permitted by law, whichever is less. It is agreed that the overhead rate stated in paragraph 3.b. above is an estimated rate that is expected during the accounting period (fiscal year) in which the work will be performed. At the end of each accounting period in which work on this project is performed, the actual overhead rate shall be determined. If said overhead rate is greater than or less than that stated in paragraph 3.b. an adjusted invoice shall be issued to the City by the Engineer either for the amount due the Engineer if the overhead rate is greater or for the credit due the City if the overhead rate is less. The sum of all direct labor plus overhead, plus direct cost, plus profit, shall not exceed the established cost ceiling for this agreement except as provided hereinbefore. The profit shall not exceed the sum of $28,516 except as provided hereinbefore. 5 - ~ e e Also included for information purposes only is a copy of EPA Form 5700-41 for the Engineer covering the services set forth in Divisions "D", "F~ and "G" of this agreement. It is understood that said document is not a part of this Agreement. 4. Other Compensation provisions It is further understood and agreed that compensation due the Engineer for services performed under any or all divisions of this Agreement shall not be contingent or dependent upon the City's receipt of funds from any Federal, State or local governmental unit or from any outside agency or entity. It is agreed that if engineering services provided under Divisions "D" and "F" of this agreement cannot be completed by November 30, 1980, or if the engineering services provided under Division "G" of this agreement cannot be completed by May 31, 1981, due to delay in completion of project construction, the cost ceiling and fixed dollar profit to be paid to the Engineer shall be renegotiated to mutually agreeable amounts. It is agreed t~at the costs incurred by the Engineer for relocation expens~sof personnel to be provided under Division "D" of this agreement are direct costs and the Engineer will be compensated for them as such under the terms of paragraph 3 above. It is understood and agreed that in the event the City requires special insurance coverage for the project as covered by this agreement which coverage is over and above the standard insurance coverages maintained by the Engineer, any increase to premiums due to this additional or special coverage shall be reimbursed to the Engineer by the City as a direct cost. The City agrees to pay the Engineer for all costs and expenses incurred for goods and services furnished by the. Engineer relative to the providing of the information, books, records, reports, documents, and all other relevant material related to the provisions of Division "H" of this 6 / e e agreement. The costs and expenses payable by the City to the Engineer shall be in accordance with the compensation procedures described under the terms of paragraph 3 above and the cost ceiling and profit shall be increased accordingly by an amendment to the original agreement." IN WITNESS WHEREOF, the CITY OF GILROY, as the City, by Fred O. Wood , and the Engineering firm of CONSOER, TOWNSEND & ASSOCIATES, by Frederick N. Van Kirk, Partner, have caused this Agreement to be signed this 19th day of November , 1979. CITY OF GILROY, CALIFORNIA ATTEST: A~~~~. ,. City Clerk. . CONSOER, TOWNSEND & ASSOCIATES BY~~~ FREDERICK N. VAN KIRK, PARTNER WITNESS: j~ (.1I~J^-' ~ 7 .-- -"'.:.:~ .-, If <COST OR PRICE SUMMARY FORMAT FOR SUBAGREEMENTS UNDER U.S. EPA GRANTS (See accompanying in'structiolls before completing this form) Form Approved OMB No. 158-R0144 PARTI.GENERAL 1. GRANTEE City of Gilrov 3. NAME OF CONTRACTOR OR SUBCONTRACTOR 2. GRANT NUMBER C-06-1019-10 Consoer. Townsend & Associates 5. ADDRESS OF CONTRACTOR OR SUBCONTRACTOR (Include ZIP code) 4. DATE OF PROPOSAL November 6, 1979 6. TYPE OF SERVICE TO BE FURNISHED 1671 The Alameda San Jose, CA Additional Detailed Inspection of Construction PAR T II. COST SUMMARY 7. DIRECT LABOR (Specify labor categories) ESTI- MATED HOUR~ HOURLY RATE ESTIMATED CO~T Inspector - Add~t1Q~~1 Ho~~s 656 $11.54 $ 7,570 ___Less_;JJ]._s2_~_Gt.or-UnusedJ:!911};?________ __~121-.l:.9. 38__~_?Jn)~-= Within l_?:>_Qa,y.8________________ __ m_________ ____________ '. .. .' TOTALS . '.'" '...... '. -------------- ----- ,-------.-- --..-------- . DIRECT LABOR TOTAL: .' i' '. 5, 69 e. INDIRECT COSTS (Specify indirect cost pools) RATE x BASE ESTIMATED COST C i..1 . .. :.' $ b, ~~u . - -- ....-.--. Overhead -- ..- 1 ~9_% $ 5,)69. $ 6,980 '- '-"---' ".- -- -- ---------------- See attached Exhibit "l?~~e: Acco~ntin( policies INDIRECT COSTS TOTAL:" · . . .. 9. OTHER DIRECT COSTS a. TRAVEL ---- ESTIMATED COST TRAVEL SUBTOTAL: I.. . . 1 QTY $ $ $ (1) TRANSPORTATION (2) PER DIEM b. EQUIPMENT, MATERIALS, SUPPLIES (Specify categories) ESTIMATED) COST) $ $ ------.---- ------_._----[/: COST d. OTHER (Specify categories) ESTIMATED COST p~~ I. .. . i...........'..... ...... . ..:'..... . . .... .......... . .. . . .' . . . . ." '. . . .... EQUIPMENT SUBTOTAL: c. SUBCONTRACTS ESTIMATED COST $ ..-------- ,------ )> SUBCONTRACTS SUBTOTAL: I' .... I --------- $ , $ OTHER SUBTOTAL: - ....----, e. OTHER DIRECT COSTS TOTAL: ______. ______i.. _ _ ___ _ 10. TOTAL ESTIMATED COST 11. PROFIT 12. TOTAL PRICE E PA Form 5700-41 (2-76) I . $ \ . .. J. .-.- ....---. --..' --- ---------.. ........ $ .~._.........C_~~.n______.. _ _ $ 12,349 $ l,~~~ ~ 14,201 PAGE10FS . Forrn Apprt td 0,\1111\'0, 158-R0144 ,t PART III - PRICE SUMMARY 13. COMPETITOR'S CATALOG LISTINGS, IN-HOUSE ESTIMATES, PRIOR QUOTES (Indicate basis lor price comparison) MARKET PRICEISI PROPOSED PRICE PART IV - CERTIFICATIONS 14. CONTRACTOR 14a. HAS A FEDERAL AGENCY OR A FEDEPALLY CERTIFIED STATE OR LOCAL AGENCY PERFORMED ANY REVIEW OF YOUR ACCOUNTS OR RECORDS IN CONNECTION WITH ANY OTHER FEDERAL GRANT OR CONTRACT WITHIN THE PAST TWELVE MONTHS' ~ YES 0 NO (If IIYes" give flame address Bnd telephone number of reviewing office) EPA Audit Agency, Region V 230 N. Dearborn street Chicago, Illinois (312) 353-5250 14b .THIS SUMMARY CONFORMS WITH THE FOLLOWING COST PRINCIPLES 41 CFR 1-15.4 14c. This proposal is submitted for use in connection with and in response to (1) Request from City (3) California . This is to certify to the best of my knowledge summarized herein are complete, current; and accurate as of and that a financial management c'ilpability exists to fully and accu- DATE OF PROPOSER Partner TITLE OF PROPOSER IS. GRANTEE REVIEWER I certify that I have reviewed the cost/price summary set forth herein and the proposed costs/price appear acceptable for sIIb8greement award, DATE OF EXECUTION SIGNATURE OF REVIEWER TITLE OF REVIE"'.'ER 16. EPA RE"VIEWER (If applicable) DATE OF EXECUTION SI GNA TURE 0 F R E VI EWER TITLE OF REVIEWER EPA Form 5700-41 (2-76) PAGE20FS ---tt_ e -- .f p 1'::< II f f~ 1 'f' 13 I':PA FO'U.l 5700-1l1 (2-7()) CITY Of.' GILr{IJY, CALII-'!)!ml^ SEWAGE FACILITIES cn~~;:;OI':n, '('O!'INSEND & l\SS0C I l\TES l\CC()lJ~IT [.V~ POL I C I ES FOH DETER~lI NG COSTS ON CONTRACTS FO[{ ENGI NEt:!U NG SEHVICt:S All direct labor IS i1ccounted for in detailed pel~nlan(~nL records and charqed to individual projects on the basis of hOU1~S worked and actual wage rates at the time services are performed. . . All services provided by consultilnts outside the fir'n ilre ilccounted for by project and do not constitute il 9art of the overhead pool. In accordance \Jith 10n9 established ljovernment policy, certain costs ure considered non-ill.lO\vdble and are excluded for overhead. These include: l\clvertising Entertninment and Promotion Expenses Commissions Bad Debts Charitnble Donations Interest on Borrowed Capital Overhead is exnressed as a percentage of direct lahor uno consists of all allowilble costs which cannot be directly allocated to projects. These accountinc; practices have been consistently followed by Consoer, Townsend and Associates for determining costs. All the principals of Consoer, Townsend & Associates devote full time exclusively to the firm's operations. Principals' spent on specific projects is chargeo to that project. Time devoted to specific projepts (administrative ti;ne) becomes a the overhead pool. their time not part of "! ," ~ ,. e e - '. '" .. I, SUSANNE E. STEINNETZ, City Clerk of the City of Gilroy, do hereby certify that the attached Resolution No. 79-104 is an original resolution, duly adopted by the Council of the City of Gilroy at a regular meeting of said Council held on the 19th day of November , 19..!.J....., at which meeting . quorum was present. IN WITNESS ltJUEREOF, I have hereunto set my band and affixed the Official Seal of the City of Gilroy, this 30th day of November , 1979 . By Susanne E. Steinmetz City Clerk of the City of &;.~ t2 ~~ eputy ti y e Gilroy